AUTOCANADA INC. MANAGEMENT S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Transcription

1 AUTOCANADA INC. MANAGEMENT S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS For the year ended December 31, 2010 As of March 17, 2011

2 READER ADVISORIES The Management s Discussion & Analysis ( MD&A ) was prepared as of March 17, 2011 to assist readers in understanding AutoCanada Inc. s (the Company or AutoCanada ) consolidated financial performance for the year ended December 31, 2010 and significant trends that may affect AutoCanada s future performance. The following discussion and analysis should be read in conjunction with the audited annual consolidated financial statements and accompanying notes (the Consolidated Financial Statements ) of AutoCanada for the year ended December 31, These financial statements are prepared in accordance with Canadian generally accepted accounting principles ( GAAP ). Results are reported in Canadian dollars. Certain dollar amounts have been rounded to the nearest thousand dollars. References to notes are to the notes of the Consolidated Financial Statements of the Company unless otherwise stated. To provide more meaningful information, this MD&A typically refers to the operating results for the three-month period and year ended December 31, 2010 of the Company, and compares these to the operating results of the Company for the three-month period and year ended December 31, This MD&A contains forward-looking statements. Please see the section FORWARD-LOOKING STATEMENTS for a discussion of the risks, uncertainties and assumptions used to develop our forward-looking information. This MD&A also makes reference to certain non-gaap measures to assist users in assessing AutoCanada s performance. Non-GAAP measures do not have any standard meaning prescribed by GAAP and are therefore unlikely to be comparable to similar measures presented by other issuers. These measures are identified and described under the section NON-GAAP MEASURES. OVERVIEW OF THE COMPANY Corporate Structure AutoCanada Inc. ( ACI ) was incorporated under the CBCA on October 29, 2009 in connection with participating in an arrangement with AutoCanada Income Fund and the conversion to a corporate structure on December 31, The principal and head office of ACI is located at Yellowhead Trail, Edmonton, Alberta, T5V 1E5. AutoCanada Inc. holds interests in a number of limited partnerships that each carry on the business of a franchised automobile dealership. AutoCanada is a reporting issuer in each of the provinces of Canada. AutoCanada s shares trade on the Toronto Stock Exchange under the symbol ACQ. Additional information relating to AutoCanada, including our 2009 Annual Information Form dated March 22, 2010, is available on the System for Electronic Document Analysis and Retrieval ( SEDAR ) website at The Business of the Company AutoCanada is one of Canada s largest multi-location automobile dealership groups, currently operating 23 franchised dealerships in British Columbia, Alberta, Manitoba, Ontario, New Brunswick and Nova Scotia. In 2010, our dealerships sold approximately 24,000 vehicles and processed approximately 317,000 service and collision repair orders in our 339 service bays. Our dealerships derive their revenue from the following four inter-related business operations: new vehicle sales; used vehicle sales; parts, service and collision repair; and finance and insurance. While new vehicle sales are the most important source of revenue, they generally result in lower gross profits than used vehicle sales, parts, service and collision repair operations and finance and insurance sales. Overall gross profit margins increase as revenues from higher margin operations increase relative to revenues from lower margin operations. We earn fees for arranging financing on new and used vehicle purchases on behalf of third parties. Under our agreements with our retail financing sources we are required to collect and provide accurate financial information, which if not accurate, may require us to be responsible for the underlying loan provided to the consumer. 2

3 The Company s geographical profile is illustrated below by number of dealerships and revenues by province for the year ended December 31, 2010 and December 31, December 31, 2010 December 31, 2009 (In thousands of dollars except % of total and number of dealerships) Number of Dealerships Revenue % of Total Number of Dealerships Revenue % of Total British Columbia 7 312,578 35% 7 270,109 35% Alberta 9 347,740 40% 9 319,122 41% Ontario 4 113,056 13% 3 95,499 12% All other 3 102,734 12% 3 91,106 12% Total , % , % The following table sets forth the dealerships that we currently own and operate and the date opened or acquired by the Company or its predecessors, organized by location. Location of Dealerships Operating Name Franchise Year Opened or Acquired Victoria, British Columbia Victoria Hyundai Hyundai 2006 Maple Ridge, British Columbia Maple Ridge, British Columbia Maple Ridge Chrysler Jeep Dodge (3) Maple Ridge Volkswagen Chrysler Volkswagen Prince George, British Columbia Northland Chrysler Jeep Dodge Chrysler 2002 Prince George, British Columbia Northland Hyundai Hyundai 2005 Prince George, British Columbia Northland Nissan Nissan 2007 Kelowna, British Columbia Okanagan Chrysler Jeep Dodge Chrysler 2003 Grande Prairie, Alberta Grande Prairie Chrysler Jeep Dodge Chrysler 1998 Grande Prairie, Alberta Grande Prairie Hyundai Hyundai 2005 Grande Prairie, Alberta Grande Prairie Subaru Subaru 1998 Grande Prairie, Alberta Grande Prairie Mitsubishi Mitsubishi 2007 Grande Prairie, Alberta Grande Prairie Nissan Nissan 2007 Edmonton, Alberta Crosstown Chrysler Jeep Dodge (3) Chrysler 1994 Edmonton, Alberta Capital Chrysler Jeep Dodge (3) Chrysler 2003 Sherwood Park, Alberta Sherwood Park Hyundai Hyundai 2006 Ponoka, Alberta Ponoka Chrysler Jeep Dodge Chrysler 1998 Thompson, Manitoba Thompson Chrysler Jeep Dodge Chrysler 2003 Woodbridge, Ontario Colombo Chrysler Jeep Dodge Chrysler 2005 Mississauga, Ontario 401/Dixie Hyundai (2) Hyundai 2010 Newmarket, Ontario Cambridge, Ontario Newmarket Infiniti Nissan (1) Cambridge Hyundai Nissan / Infiniti Hyundai Moncton, New Brunswick Moncton Chrysler Jeep Dodge Chrysler 2001 Dartmouth, Nova Scotia Dartmouth Chrysler Jeep Dodge Chrysler Both the Infiniti and Nissan brands are sold out of the Newmarket Infiniti Nissan dealership facility, therefore we consider these two brands to be one dealership for MD&A reporting purposes /Dixie Hyundai was acquired by the Company on April 12, During the year, the Company was awarded the following FIAT franchises at three of its Chrysler Jeep Dodge dealerships: Crosstown FIAT, Capital FIAT and Maple Ridge FIAT. We do not consider these franchises to be additional dealerships as they will be largely integrated with our current Chrysler Jeep Dodge dealerships at these locations. 3

4 Seasonality AutoCanada s revenues are subject to seasonal fluctuations. The following table illustrates the quarterly variation per year in the sales of new and used vehicles, based on the results of the Company for 2010, 2009, and 2008, as well as the combined results of the Company and its predecessor for New Vehicle Sales Used Vehicle Sales Total Vehicles Sold Q1 20% 23% 24% 21% 22% 24% 23% 25% 24% 24% 22% 23% 24% 22% 23% Q2 26% 25% 28% 26% 28% 26% 28% 28% 26% 28% 26% 26% 28% 26% 28% Q3 29% 29% 26% 28% 28% 27% 26% 26% 27% 25% 28% 28% 26% 28% 27% Q4 25% 23% 22% 25% 22% 23% 23% 21% 23% 23% 24% 23% 22% 24% 22% The results from operations historically have been lower in the first and fourth quarters of each year, largely due to consumer purchasing patterns during the holiday season, inclement weather and the reduced number of business days during the holiday season. As a result, our operating results are generally not as strong during the first and fourth quarters than during the other quarters of each fiscal year. The timing of acquisitions may have also caused substantial fluctuations in operating results from quarter to quarter. OUR PERFORMANCE New light vehicle sales in Canada (including fleet sales) were up 6.6% in 2010 when compared to Annual sales of new light vehicles in Alberta and British Columbia, our primary markets, were up by 9.2% and 2.7% respectively. The Company s same store sales of new vehicles in Alberta and British Columbia have increased by 13.0% and 15.5% respectively during this period. We are pleased with the performance of our dealerships versus the market, however approximately 30% of our same store new light vehicle sales increase can be attributed to fleet sales. Sales to fleet customers (rental companies, commercial, and government) typically generate marginal gross profit, thus we did not achieve the profitability levels that our 12.4% increase in same store new vehicle sales would have normally generated. Management cannot confirm, but believes that much of the increase in the overall Canadian new vehicle market can be attributed to increases in fleet sales from Management is pleased that the Company has been able to realize a 10.4% increase in same store new vehicle retail sales in 2010, a year in which we believe the market to be very competitive in comparison to historical markets in general. The following table summarizes Canadian new light vehicle sales for 2010 by Province: December Year to Date Canadian New Vehicle Sales by Province 1 December Year to Date Percentage Change Units Change Province British Columbia 154, , % 4,050 Alberta 200, , % 16,867 Saskatchewan 46,517 43, % 2,751 Manitoba 44,025 42, % 1,192 Ontario 576, , % 42,263 Quebec 413, , % 22,582 New Brunswick 37,740 34, % 3,441 PEI 6,112 5, % 843 Nova Scotia 46,422 46,933 (1.1)% (511) Newfoundland 31,580 28, % 3,062 Total 1,557,121 1,460, % 96,540 1 DesRosiers Automotive Consultants Inc. 4

5 The overall used vehicle market in Canada has continued to grow, with used vehicle sales increasing by 3.6% in 2010 from 2009 levels. In 2010, our same store used vehicle retail sales volumes decreased by 11.7% when compared to We are disappointed with the decrease in used volumes. New vehicle dealers in Canada continue to lose market share to other channels such as independent used car dealers and private sales. New vehicle dealers sold 4.4% less used vehicles in 2010 than in 2009 on average. In addition, some of our markets have experienced increased used car competition by the transformation of former GM dealerships to used vehicle dealers, further increasing the competition, all of which have resulted in lower sales volumes and gross margins in many of our dealerships. Two of our dealerships in particular have significantly contributed to the decrease in used vehicle gross margin due to reorganization of their management teams during the quarter. In response to these developments Management has implemented a new system that will assist the Company s dealerships in monitoring used inventory levels and appraisal process. We have also introduced changes to the dealership websites specifically directed to better informing the customer of their used vehicle options and pricing. Management plans to direct additional resources in 2011 to continue to improve our marketing efforts and online presence to address the decrease in used vehicle volumes. Overall, our finance and insurance revenues have improved and our parts and service revenues have also benefitted from increased new vehicle sales. We continue to focus on growing our market share in key markets and improving the sales experience for our customers in order to build and maintain long-term relationships. We are also pleased with our acquisition of 401 Dixie Hyundai located in Mississauga, Ontario in April of This acquisition allows us to build upon our dealership platform in the greater Toronto area, the largest customer base in Canada. We believe this dealership to be a strong franchise for this marketplace, and will continue to build on our strong partnership with Hyundai Canada. On September 11, 2010, we announced the departure of Mr. Kelly O Connell, Chief Operating Officer, from employment with AutoCanada. On October 20, 2010 we also announced the departure of Mr. Bob Clark, President, from employment with AutoCanada. Following a review of its head office structure, on January 13, 2011 we announced the appointments of Tom Orysiuk as President, Steve Rose as Executive Vice-President Corporate Services and Jeff Christie as Vice-President Finance. These appointments represent the Board of Director s and Management s commitment to promotion from within and growing our own people into leadership positions. The management changes and head office restructuring undertaken during the past two quarters are showing progress. In the fourth quarter of 2010, most of our dealerships improved their results quarter over quarter, and we continue to work diligently with those dealerships which are not currently making a positive contribution, which we expect to achieve in the coming 12 to 18 months. In addition, we continue to make investments in our dealerships to achieve organic growth, which will provide long-term value to shareholders. We are very pleased with the success of our OEM partners. The Chrysler/FIAT partnership is developing and we look forward to retailing FIAT products and the new Chrysler line-up in We are also pleased with the success of Hyundai, Nissan/Infiniti, Volkswagen, Subaru and Mitsubishi in 2010 as they continue to perform well in the Canadian market. 5

6 SELECTED ANNUAL FINANCIAL INFORMATION The following table shows the audited results of the Company for the years ended December 31, 2008, December 31, 2009 and December 31, The results of operations for these periods are not necessarily indicative of the results of operations to be expected in any given comparable period. (In thousands of dollars except Operating Data and gross profit %) The Fund The Company The Company (Audited) (Audited) (Audited) Income Statement Data Revenue 826, , ,108 New vehicles 451, , ,683 Used vehicles 222, , ,552 Parts, service & collision repair 103, , ,742 Finance, insurance & other 48,921 43,235 46,131 Gross profit 147, , ,937 New vehicles 32,706 29,308 37,233 Used vehicles 18,400 19,913 16,885 Parts, service & collision repair 50,358 53,338 55,215 Finance, insurance & other 45,588 39,417 41,604 Gross profit % 17.8% 18.3% 17.2% Sales, general & admin expenses 114, , ,056 Floorplan interest expense 7,065 4,855 7,437 Other interest & bank charges 1,551 2,281 1,780 Income taxes (9,970) 449 2,972 Net earnings (95,175) 12,578 8,671 EBITDA 1 24,486 18,352 16,743 Basic earnings (loss) per share (4.711) Diluted earnings (loss) per share (4.711) Operating Data Vehicles (new and used) sold 23,714 23,083 24,239 New retail vehicles sold 11,554 11,117 12,767 New fleet vehicles sold 2,244 2,233 2,717 Used retail vehicles sold 9,916 9,733 8,755 Number of service & collision repair orders 277, , ,703 completed Absorption rate 2 96% 89% 86% # of dealerships # of same store dealerships # of service bays at period end Same store revenue growth 3 (9.9)% (10.5)% 10.5% Same store gross profit growth 3 (2.6)% (7.8)% 4.1% 1 EBITDA has been calculated as described under NON-GAAP MEASURES. 2 Absorption has been calculated as described under NON-GAAP MEASURES. 3 Same store revenue growth & same store gross profit growth is calculated using franchised automobile dealerships that we have owned for at least 2 full years. 6

7 SELECTED QUARTERLY FINANCIAL INFORMATION The following table shows the unaudited results of the AutoCanada for each of the eight most recently completed quarters. The results of operations for these periods are not necessarily indicative of the results of operations to be expected in any given comparable period. (In thousands of dollars except Operating Data and gross profit %) Q Q Q Q Q Q Q Q Income Statement Data New vehicles 86, , , , , , , ,382 Used vehicles 50,287 55,940 57,202 48,805 49,034 57,181 50,922 45,414 Parts, service & collision repair 26,336 27,340 26,849 27,639 26,922 28,376 27,279 29,165 Finance, insurance & other 9,637 11,613 11,916 10,069 10,486 12,966 11,909 10,771 Revenue 172, , , , , , , ,732 New vehicles 5,515 7,906 8,731 7,157 7,989 10,831 9,557 8,856 Used vehicles 4,100 5,579 5,838 4,396 4,112 4,893 4,221 3,659 Parts, service & collision repair 12,824 13,712 13,373 13,428 13,107 14,443 13,831 13,835 Finance, insurance & other 8,749 10,637 10,881 9,150 9,511 11,679 10,725 9,689 Gross profit 31,188 37,834 38,823 34,131 34,719 41,846 38,334 36,038 Gross profit % 18.0% 18.7% 18.3% 18.1% 17.2% 17.1% 16.4% 18.0% Sales, general & admin expenses 27,813 30,450 30,565 29,313 29,834 33,273 32,136 30,812 SG&A exp. as % of gross profit 89.2% 80.5% 78.7% 85.9% 85.9% 79.5% 83.8% 85.5% Floorplan interest expense 970 1,104 1,399 1,382 1,661 2,198 2,022 1,556 Other interest & bank charges Income taxes , Net earnings 4 1,054 4,750 5,099 1,675 1,433 3,647 2,002 1,589 EBITDA 1 4 2,230 6,135 6,716 3,271 3,079 6,180 4,014 3,469 Operating Data Vehicles (new and used) sold 5,149 6,067 6,415 5,451 5,676 7,017 6,363 5,219 New retail vehicles sold 2,219 3,030 3,236 2,559 2,787 3,613 3,358 3,008 New fleet vehicles sold Used retail vehicles sold 2,385 2,591 2,560 2,197 2,228 2,461 2,161 1,905 Number of service & collision repair orders completed 70,021 75,062 79,346 76,853 75,311 80,072 77,285 85,035 Absorption rate 2 84% 90% 92% 91% 85% 87% 85% 86% # of dealerships # of same store dealerships # of service bays at period end Same store revenue growth 3 (19.8)% (15.3)% (3.9)% 1.3% 16.9% 19.4% 6.7% 2.4% Same store gross profit growth 3 (12.8)% (8.7)% (6.3)% (1.1)% 11.1% 7.5% (4.0)% 2.9% Balance Sheet Data Cash and cash equivalents 12,522 14,842 23,224 22,465 23,615 31,880 34,329 37,541 Accounts receivable 33,821 27,034 38,134 35,388 40,752 46,826 37,149 32,853 Inventories 116,478 90, , , , , , ,365 Revolving floorplan facilities 114,625 73, , , , , , ,609 1 EBITDA has been calculated as described under NON-GAAP MEASURES. 2 Absorption has been calculated as described under NON-GAAP MEASURES. 3 Same store revenue growth & same store gross profit growth is calculated using franchised automobile dealerships that we have owned for at least 2 full years. 4 The results from operations have been lower in the first and fourth quarters of each year, largely due to consumer purchasing patterns during the holiday season, inclement weather and the reduced number of business days during the holiday season. As a result, our financial performance is generally not as strong during the first and fourth quarters than during the other quarters of each fiscal year. The timing of acquisitions may have also caused substantial fluctuations in operating results from quarter to quarter. 7

8 RESULTS FROM OPERATIONS Annual Operating Results EBITDA for the year ended December 31, 2010 decreased by 8.8% to $16.7 million, from $18.4 million when compared to the results of the Company for the prior year. The Company s new vehicle retail unit sales increased 14.8% for the year and were partially offset by a decline in used vehicle retail unit sales of approximately 10% from Decreases in used vehicles sales have a greater impact on earnings than new vehicle sales since they typically generate a higher gross margin than new vehicles. Another contributor to lower EBITDA during the year was the increase in the Company s floorplan interest expense (which we do not add back in our calculation of EBITDA) of over $2.5 million in the 2010 year as compared to The Company experienced inventory shortages in 2009 due to the restructuring of one of its major suppliers and the suspension of its floorplan financing due to the restructuring of its primary financier. Inventory shortages are not sustainable over the long-term and floorplan interest expense in 2010 returned to a more normal level. In 2010, the Company also experienced over $1.6 million in restructuring and cost management activities related to the restructuring of two of our dealerships and the departure of two of our corporate executives late in These one-time costs incurred in the third and fourth quarter of 2010 had a negative effect on EBITDA for the Company. The following table illustrates EBITDA for the year ended December 31, for the last four years of operations. Period from January 1 EBITDA to December 31 st (In thousands of dollars) , , ,743 Net earnings decreased by $3.9 million to $8.7 million in 2010 from $12.6 million when compared to the prior year. The lower earnings for 2010 can be mainly attributed to the same reasons as discussed above. Due to the Company s conversion to a corporation on December 31, 2009, income tax expense associated with operating as a corporation increased to $3.0 million as compared to $0.4 million in Income tax expense accounted for much of the decrease in net earnings in Pre-tax earnings decreased by $1.4 million to $11.6 million in 2010 from $13.0 million in The decrease in pre-tax earnings can be attributed to increased floorplan interest costs and the restructuring costs realized in the third and fourth quarters of 2010 as explained above. As discussed above in Our Performance, our used vehicle revenues and gross margins have declined significantly from 2009 and this had a negative effect on earnings for the year ended December 31, The Company s overall gross margin from used vehicle operations has decreased by $3.1 million in 2010, as compared to the prior year. The lower margins experienced in the used vehicle segment have contributed to the overall decrease in earnings for the year. The continued constraint in sub-prime financing availability has restricted our customers ability to finance vehicles, accessories, and finance and insurance products, which in turn continues to have a negative effect on our revenue and gross profits. Chartered banks are thus our main source of credit financing for our customers. It is difficult to predict future credit conditions; however we believe that they will improve over time. At this time, management cannot provide guidance as to when credit conditions and finance commissions will return to the levels we had experienced prior to the deterioration of credit markets which began in late Revenues Revenues for the year ended December 31, 2010 increased to $876.1 million from $775.8 million in the prior year. This 12.9% year-over-year increase in revenue for the period was as a result of an increase in the number of new vehicle and finance and insurance product sales, as well as an increase in parts, service and collision repair orders. Revenue from new vehicle sales increased by $103.5 million or 25.1% from $412.2 million to $515.7 million as a result of an increase in new vehicle unit sales of 2,134 units or 16.0% and an increase in the average transaction value per new vehicle retailed of $2,428 or 7.9% during the year ended December 31, Used vehicle revenue was our only business stream to experience a decline in revenue from Unit sales of used vehicles declined by 978 units during the year, which was partially offset by an increase in the average transaction price per used vehicle retailed of $1,330. Finance and insurance revenue increased by $2.9 million or 6.7% as a result of an overall increase in new vehicle retail sales. We also witnessed an increase in the average revenue per finance insurance transaction of $70 8

9 which we believe is due to a slight ease in credit availability for our customers. Our parts, service and collision repair revenue increased by $3.6 million or 3.3% from $108.2 million to $111.8 million in 2010 mainly due to increased service capacity from acquisitions and dealership relocations. The tables in the Same Store Analysis sections below summarize the results for the year ended December 31, 2010 on a same store basis by revenue source and compare these results to the same period in An acquired or open point dealership may take as long as two years in order to reach normalized operating results. As a result, in order for an acquired or open point dealership to be included in our same store analysis, the dealership must be owned and operated by us for eight complete quarters. For example, if a dealership was acquired on December 1, 2008, the results of the acquired entity would be included in quarterly same store comparisons beginning with the quarter ended March 31, 2011 and in annual same store comparisons beginning with the year ended December 31, As a result, only dealerships opened or acquired prior to December 1, 2008 are included in this same store analysis. Revenues - Same Store Analysis Company management considers same store gross profit and sales information to be an important operating metric when comparing the results of the Company to other industry participants. Same Store Revenue and Vehicles Sold For the Year Ended (In thousands of dollars except % change and vehicle data) December 31, 2010 December 31, 2009 % Change Revenue Source New vehicles 492, , % Used vehicles 193, ,023 (6.0)% Finance, insurance and other 43,511 41, % Subtotal 729, , % Parts, service and collision repair 108, , % Total 837, , % New vehicles - retail sold 11,958 10, % New vehicles fleet sold 2,714 2, % Used vehicles sold 8,338 9,447 (11.7)% Total 23,010 22, % Total vehicles retailed 20,296 20, % Same store revenue increased by 10.5% in the year ended December 31, 2010 when compared to New vehicle revenues increased by $88.8 million or 22.0% for the year ended December 31, 2010 over the prior year due in part to a net increase in new vehicle sales of 1,613 units consisting of an increase of 1,129 retail units and 484 low margin fleet unit sales. Also contributing to the increase in new vehicle revenues for the year ended December 31, 2010 was an increase in the average selling price per new vehicle retailed ( PNVR ) of $2,655 over the prior year largely as a result of vehicle sales mix, in which consumers had a greater preference for light trucks, which have a higher average retail price than passenger cars. Same store used vehicle revenues decreased by $12.5 million or 6.0% for the year ended December 31, 2010 over the prior year. This decrease was due to a decrease in the number of used vehicles sold of 1,109 units, partially offset by an increase in the average selling price per used vehicle retailed of $1,406. 9

10 Same store parts, service and collision repair revenue increased by $1.6 million in the year ended December 31, 2010 compared to the prior year and was primarily a result of an increase of 2.8% in the number of service and collision repair orders completed, partially offset by a 1.3% decrease in the average revenue per service and collision repair order completed. Same store finance, insurance and other revenue increased by 3.9% for the year ended December 31, 2010 over the prior year. This increase was mainly due to an increase in the average revenue per unit retailed of $79. Gross profit During the year ended December 31, 2010, gross profit from all dealerships increased by 6.3% to $150.9 million when compared to $142.0 million in The increase in gross profit for the year ended December 31, 2010 was mainly the result of increases in new vehicle sales, finance and insurance sales and part, service and collision repair work. Gross Profit - Same Store Analysis The following table summarizes the results for the year ended December 31, 2010 on a same store basis by revenue source and compares these results to the same period in Same Store Gross Profit and Gross Profit Percentage For the Year Ended Gross Profit Gross Profit % (In thousands of dollars except % change and gross profit %) Dec. 31, 2010 Dec. 31, 2009 % Change Dec. 31, 2010 Dec. 31, 2009 Change Revenue Source New vehicles 35,124 28, % 7.1% 7.0% 0.1% Used vehicles 15,927 19,014 (16.2)% 8.2% 9.2% (1.0)% Finance, insurance and other 39,747 38, % 91.4% 91.8% (0.4)% Subtotal 90,798 85, % Parts, service and collision repair 53,390 52, % 49.4% 49.3% 0.1% Total 144, , % 17.2% 18.2% (1.0)% Same store gross profit increased by 4.1% for the year ended December 31, 2010 when compared to the prior year. New vehicle gross profit increased by $6.7 million or 23.6% in the year ended December 31, 2010 when compared to 2009 as a result of the previously discussed increase in new vehicle sales of 1,613 units. The average gross profit per new vehicle retailed increased by $218 from 2009 which is mainly due to the increase in sales of light trucks as compared to passenger vehicles in Light truck sales typically result in higher gross margins than passenger vehicles. Used vehicle gross profit decreased by $3.1 million or 16.2% in the year ended December 31, 2010 over the prior year. The decrease was primarily due to a decrease in the number of used vehicles sold of 1,109 units and a decrease in the average gross profit per used vehicle retailed of $103. Manufacturers in Canada continued to provide attractive rebates on new vehicles in 2010 which inherently reduced the selling price of many used vehicles. High manufacturer incentives on new vehicles had a negative effect on our overall used vehicle margins. In addition, a number of new vehicle dealerships in Canada were closed in 2010 as a result of the restructuring of General Motors of Canada. Many of these dealerships reopened as used vehicle dealerships which increased the amount of competition in many of our markets. In some cases, these used vehicle dealerships opened up in close proximity to our dealerships. The emergence of these used vehicle superstores have put pressure on used vehicle margins in 2010 and will continue to do so in the future. Management believes that we will continue to see pressure on used vehicle margins over the long term partly due to these independent used vehicle dealerships, but more importantly due to increased ability for the public to privately sell their vehicles on the internet. Management has continued to invest in technology that we believe will improve our competitiveness for internet sales and will better inform our potential customers of the benefits of purchasing used vehicles from a recognized auto dealer. We believe that auto dealerships have a distinct advantage over private sellers in the used vehicle market 10

11 due to our ability to provide multiple sources of financing, the ability to offer extended warranty and our direct access to dealer auctions which offer more competitive pricing and we intend to focus our marketing efforts on this advantage. Parts, service and collision repair gross profit increased by $0.8 million or 1.5% in the year ended December 31, 2010 when compared to the prior year as a result of a combination of an increase of 8,302 service and collision repair orders completed during the year. Finance, insurance & other gross profit increased by 3.4% or $1.3 million in the year ended December 31, 2010 when compared to the prior year as a result of an increase of $63 in the average gross profit per unit sold. The increase in average gross profit per unit sold is mainly due to a slight easing in consumer lending conditions which had a positive effect on our finance and insurance revenues and gross profits. Management remains confident that our ability to sell our products will improve if lending conditions continue to ease over time. Selling, general and administrative expenses During the year ended December 31, 2010, SG&A expenses increased by 6.7% to $126.1 million from $118.1 million in 2009 primarily as a result of increases in salaries and commissions (which are mainly variable based on sales volumes) due to increases in new vehicle sales and finance and insurance product revenues. We also experienced an increase in SG&A in 2010 due to the acquisition of 401/Dixie Hyundai and the recent relocation of Crosstown Chrysler Jeep Dodge in In addition to slightly higher fixed costs, we also experienced over $1.6 million in restructuring and cost management initiatives relating to the restructuring of two dealerships and the departure of two of our corporate executives in the third and fourth quarters of During the year ended December 31, 2010, SG&A as a percentage of gross profit increased to 83.5% from 83.2% in The increase in selling, general and administrative expenses as a percentage of gross profit was mainly a result of increases in primarily fixed costs such as facility costs and non-commission based salaries. Management continues to monitor its SG&A and has put into place a number of initiatives directed at reducing its SG&A as a percentage of gross profit. Amortization expense During the year ended December 31, 2010, amortization was $4.0 million as compared to $3.7 million in the prior year. The increase was mainly due to the purchase of the Newmarket Infiniti Nissan facility, additional equipment for relocated dealerships and a number of other capital asset purchases during the year. Interest expense The Company incurs interest expense on its revolving floorplan facilities, its revolving term loan, loans on properties that it owns and its capital lease obligations. During the year ended December 31, 2010, floorplan interest expense increased by 53.2% to $7.4 million from $4.9 million in The increase in interest expense was mainly due to a general increase in inventories. In 2009, the Company experienced inventory shortages throughout the year as a result of the restructuring of one of its primary suppliers, which led to a significant decrease in floorplan interest expense in Interest on floorplan financing will generally fluctuate based on new, demonstrator and used inventory levels outstanding at various periods throughout the year. Due to a significant amount of inventory acquired in the 1 st and 2 nd quarters of 2010, floorplan interest expense increased substantially, as explained above. The Company generally expects to manage its inventory to an approximate 75 day supply, however during certain times of the year; our dealerships may order varying levels of inventory in order to address temporary manufacturer plant maintenance shutdowns and other timing of delivery factors. As a result, the management of inventory turnover may at times be less than 75 day supply or at times greater than 75 days. New vehicle inventory turnover generally improved in 2010 which resulted in an increase in net floorplan credits in 2010, as noted below, however floorplan interest expense remained high due to increased levels of inventory during At December 31, 2010, a 1% change in the annual interest rate on the Company s floating rate debt would result in a change in the annual interest rate expense of approximately $225. Although the Company revolving floorplan facilities are considered floating rate debt, under its present terms, the facility will continue to bear interest at 4.20% until the RBC Prime Rate increases by more than 1.00%, at which time the facility will then be affected by fluctuations in prime rates. The effect of a 1% change in annual interest rates on the revolving floorplan facilities was not included in the above analysis as a 1% change in the RBC Prime Rate would currently have no effect on the interest rate. 11

12 The following table summarizes the interest rates at the end of the last eight quarters on our Ally Credit Canada revolving floorplan facilities (the Ally Credit Facilities ) which we arranged in the second quarter of Prior to the second quarter of 2009, our revolving floorplan facilities were provided by Chrysler Financial Canada. In the first quarter of 2009, Chrysler Financial Canada suspended all wholesale floorplan lending to dealers, thus we refinanced our revolving floorplan facilities at that time. Q Q Q Q Q Q Q Q Revolving Floorplan Facility Interest Rate 2.25% 4.20% 4.20% 4.20% 4.20% 4.20% 4.20% 4.20% As of the date of this MD&A our floorplan interest rate is 4.20%. Some of our manufacturers provide non-refundable credits on the floorplan interest to offset the dealership s cost of inventory that, on average, effectively provide the dealerships with interest-free floorplan financing for the first 45 to 60 days of ownership. During the year ended December 31, 2010, the net floorplan credits were $4,223 ( $3,331). GAAP requires the floorplan credits to be accounted for as a reduction in the cost of new vehicle inventory and subsequently a reduction in the cost of sales as vehicles are sold. The following table summarizes the net floorplan credits that were received in (In thousands of dollars) Q Q Q Q For the year ended December 31, 2010 Net floorplan credits 753 1,178 1, ,223 Fourth Quarter Operating Results EBITDA for the three-month period ended December 31, 2010 increased by 6.1% to $3.5 million from $3.3 million when compared to the prior period in During the fourth quarter, the Company experienced an 18.0% increase in new vehicle retail sales over the fourth quarter of 2009, partially offset by a 13.3% decrease in used vehicle retail sales. Overall revenues increased by 5.9% on the quarter and overall gross profit increased by 5.6% over the fourth quarter of As indicated in past disclosures, new vehicle sales are considered a key driver of finance and insurance product sales as well as parts, service and collision repair work and both posted quarterly gains in revenue of 7.0% and 5.5% respectively. Included in EBITDA for the fourth quarter of 2010 was approximately $0.5 million in restructuring costs related to the departure of a corporate executive in the fourth quarter of 2010 as well as $0.5 million in chargebacks from one of our manufacturers. One of our manufacturers has been aggressively auditing its dealerships in Canada for its past warranty claims, sales incentive claims and other programs issued by the manufacturer in the past. As a result of the audits performed to date, the Company has provided for $0.5 million in the fourth quarter of The current audit chargebacks are in the appeal stage, the outcome of which is not yet known. Net earnings for the three months ended December 31, 2010 decreased by $0.1 million to $1.6 million, from $1.7 million when compared to the same period in the prior year. The decrease in net earnings was due to an increase in income tax expense during the fourth quarter of approximately $0.1 million. Pre-tax earnings increased by $0.1 million to $2.0 million from $1.9 million when compared to the same period in the prior year. The second quarter, along with the third quarter, are historically the industry s strongest in terms of revenues, earnings and EBITDA and the results of the Company for the fourth quarter of 2010 follow this pattern. Q4 Revenues For the three-month period December 31, 2010, revenues from all dealerships of the Company increased by $11.1 million or 5.9% to $199.7 million from $188.6 million when compared to the same period in the prior year. The increase in revenue during the fourth quarter was as a result of an increase in new vehicle revenues and modest gains in finance and insurance product sales and parts and service revenue, partially offset by a decline in used vehicle sales. New vehicle revenue for the three-month period ended December 31, 2010 increased by $12.3 million to $114.4 million from $102.1 million in the same period in The average new vehicle transaction price for the three-month period ended December 12

13 31, 2010 increased by $3,131 or 10.0% due to our customers preference toward light trucks (which typically have a higher selling price than passenger cars) during the quarter. Overall new vehicle unit sales remained relatively flat with a modest increase of 1.8% or 60 units. Although overall new vehicle unit sales were relatively flat, the Company posted an increase in new vehicle retail sales of 449 units or 18.0% during the fourth quarter of 2010 as compared to the same period in However, the Company s low margin fleet sales decreased by 389 units or 56.0% during the fourth quarter of 2010 as compared to the prior year quarter. Since new vehicle retail sales produce higher gross profit than fleet sales, the increase in new vehicle retail sales had a positive effect on new vehicle gross margins during the quarter. Used vehicle revenue for the three-month period ended December 31, 2010 decreased by $3.4 million or 6.9% when compared to the same period in The average used vehicle transaction price increased by $1,625 or 7.3% during the three-month period ended December 31, 2010 largely due to product sales mix and increases in overall used vehicle values. However, the increase in average used vehicle transaction price was offset by a decrease in used vehicle retail unit sales of 292 units or 13.3% from the fourth quarter of Used vehicle unit sales generally have a greater impact on used vehicle gross profits than the average transaction price, as a result our used vehicle gross profits were negatively impacted. As previously noted, new vehicle dealers are facing tough competition in the used vehicle market from independent used dealers and the private sale market. Our dealers continued to lose a share of the used vehicle market in the fourth quarter of Finance and insurance revenue increased by $0.7 million or 7.0% from $10.1 million to $10.8 million as a result of an increase in the number of new vehicles retailed. The average finance and insurance revenue earned per vehicle retailed increased by $75 in the fourth quarter of 2010 as compared to the same period in the prior year. During the three-month period ended December 31, 2010, parts and service revenue increased by $1.5 million or 5.5% from $27.6 million to $29.1 million. This increase was mainly due to increased service capacity in the fourth quarter of 2010 from the acquisition of 401/Dixie Hyundai and the relocation of Crosstown Chrysler Jeep Dodge in Revenue - Same Store Analysis The following table summarizes the results for the three-month period ended December 31, 2010 on a same store basis by revenue source and compares these results to the same period in Same Store Revenue and Vehicles Sold For the Three-Month Period Ended (In thousands of dollars except % change and vehicle data) Revenue Source December 31, 2010 December 31, 2009 % Change New vehicles 107,183 99, % Used vehicles 43,127 47,409 (9.0)% Finance, insurance and other 10,033 9, % Subtotal 160, , % Parts, service and collision repair 28,057 27, % Total 188, , % New vehicles - retail sold 2,752 2, % New vehicles fleet sold (56.2)% Used vehicles sold 1,789 2,134 (16.2)% Total 4,844 5,312 (8.8)% Total vehicles retailed 4,541 4,620 (1.7)% 13

14 Same store revenue increased by 2.4% in the three-month period ended December 31, 2010 when compared to the same period in New vehicle revenues increased by $7.5 million or 7.5% for the three-month period ended December 31, 2010 over the same period in the prior year due in part to an increase in the average selling price per new vehicle sold of $3,725 or 11.9% over the prior year; partially offset by a decrease in new vehicle sales of 123 units consisting of an increase of 266 retail units and a decrease of 389 low margin fleet unit sales. Same store used vehicle revenues decreased by $4.3 million or 9.0% in the three-month period ended December 31, 2010 over the comparable period in the prior year. The decrease was due to a decline in the number of used vehicles sold of 345 units, partially offset by an increase in the average selling price per used vehicle retailed of $1,891 or 8.5%. Finance and insurance revenue increased by $0.3 million or 3.4% in the three-month period ended December 31, 2010 when compared to the same period in the prior year. The increase was due to an increase in the average finance and insurance revenue per vehicle retailed of $110 or 5.2%, partially offset by a decrease in the number of units retailed of 79 from the comparable period in The increase in parts, service and collision repair revenue of $0.9 million or 3.3% in the three-month period ended December 31, 2010 compared to the same period in the prior year was primarily a result of an increase in the number of repair orders completed of 5,411 or 7.1%, partially offset by a decrease in the average revenue per repair order completed of $13. Management attributes the increase in repair orders and decrease in average revenue per repair order completed to increases in its Quick Lube sales operations in which each oil change is considered its own repair order, thus increasing the number of orders completed and decreasing the average revenue per repair order. Gross profit Gross profit from all dealerships for the three-month period ended December 31, 2010 increased by 5.6% to $36.0 million when compared to the same period in The increase in gross profit in the three-month period ended December 31, 2010 was mainly the result of increases in new vehicle sales, finance and insurance product sales and parts, service and collision repair work, partially offset by a decline in used vehicle sales. Gross Profit - Same Store Analysis The following table summarizes the results for the three-month period ended December 31, 2010 on a same store basis by revenue source and compares these results to the same period in Same Store Gross Profit and Gross Profit Percentage For the Three-Month Period Ended Gross Profit Gross Profit % (In thousands of dollars except % change and gross profit %) Dec. 31, 2010 Revenue Source Dec. 31, 2009 % Change Dec. 31, 2010 Dec. 31, 2009 Change New vehicles 8,237 6, % 7.7% 7.0% 0.7% Used vehicles 3,446 4,205 (18.0)% 8.0% 8.9% (0.9)% Finance, insurance and other 9,154 8, % 91.2% 91.6% (0.4)% Subtotal 20,837 20, % Parts, service and collision repair 13,309 13, % 47.4% 48.5% (1.1)% Total 34,146 33, % 18.1% 18.1% 0.0% Same store gross profit increased by 2.9% in the three-month period ended December 31, 2010 when compared to the same period 14

15 in the prior year. New vehicle gross profit increased by $1.3 million or 18.9% in the three-month period ended December 31, 2010 when compared to the same period in the prior year as a result of an increase in the average gross margin per new vehicle sold of $516. This increase was mainly due to higher retail unit sales and a decrease in overall fleet unit sales. Used vehicle gross profit decreased by $0.8 million or 18.0% in the three-month period ended December 31, 2010 over the same period in the prior year. The decrease was due to a retail unit sales decrease of 345 units and a decrease in the average gross profit per used vehicle retailed of $44. As noted previously, our dealerships have been faced with increased competition in the used vehicle market which has had a negative effect on used vehicle volumes and gross margins. Finance and insurance and other gross profit increased by $0.3 million or 3.1% in the three-month period ended December 31, 2010 as a result of an increase in the average gross profit per unit retailed of $94 or 4.9% due to an increase in the availability of credit for our customers over depressed levels witnessed in This increase in finance and insurance gross profit was partially offset by a decrease in sales of 79 retail units from the same period in Parts, service and collision repair gross profit remained relatively flat with a modest increase of $0.1 million or 1.0% in the threemonth period ended December 31, 2010 when compared to the same period in the prior year. Selling, general and administrative expenses During the three-month period ended December 31, 2010, SG&A expenses increased by $1.5 million to $30.8 million from $29.3 million in the same period of the prior year primarily as a result of an increase in salaries and commissions due to an overall increase in retail sales and gross margin. In addition, the Company incurred approximately $0.5 million in restructuring costs related to the departure of an executive in the fourth quarter of During the three-month period ended December 31, 2010, SG&A as a percentage of gross profit decreased slightly to 85.5% from 85.9% from the same period in the prior year. The decrease in selling, general and administrative expenses as a percentage of gross profit was mainly a result of a decrease in professional fees and office expenses. Amortization expense During the three-month period ended December 31, 2010, amortization was $1,134 compared to $964 for the prior period in This is mainly due to significant capital expenditures in 2010 associated with a dealership and body shop relocation, the acquisition of 401/Dixie Hyundai and the purchase of the Newmarket Infiniti Nissan facility. Floorplan interest expense During the three-month period ended December 31, 2010, floorplan interest expense increased by 12.6% to $1,556 when compared to the same period in The increase in floorplan interest expense was due to a general inventory increase in the fourth quarter of 2010 as compared to the same period in Sensitivity Based on our historical financial data, management estimates that an increase or decrease of one new retail vehicle sold (and the associated finance and insurance income on the sale) would have resulted in a corresponding increase or decrease in our estimated free cash flow of approximately $1,500 - $2,000 per vehicle. The net earnings achieved per new vehicle retailed can fluctuate between individual dealerships due to differences between the manufacturers, geographical locations of our dealerships and the demographic of which our various dealerships marketing efforts are directed. The above sensitivity analysis represents an average of our dealerships as a group and may vary depending on increases or decreases in new vehicles retailed at our various locations. 15